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<h1><a href="https://archiveofourown.org/works/27677651">Memory Lane</a> by <a class='authorlink' href='https://archiveofourown.org/users/Emily_F6/pseuds/Emily_F6'>Emily_F6</a></h1>

<table class="full">

<tr><td><b>Series:</b></td><td>Comfortember 2020 [5]</td></tr>

<tr><td><b>Category:</b></td><td>Marvel Cinematic Universe, Spider-Man (Tom Holland Movies), The Avengers (Marvel Movies)</td></tr>

<tr><td><b>Genre:</b></td><td>Female Peter Parker, Gen, Irondad, Penny Parker - Freeform, Peter Parker Needs a Hug, Tony Stark Has A Heart</td></tr>

<tr><td><b>Language:</b></td><td>English</td></tr>

<tr><td><b>Status:</b></td><td>Completed</td></tr>

<tr><td><b>Published:</b></td><td>2020-11-23</td></tr>

<tr><td><b>Updated:</b></td><td>2020-11-23</td></tr>

<tr><td><b>Packaged:</b></td><td>2021-05-07 00:33:56</td></tr>

<tr><td><b>Rating:</b></td><td>Teen And Up Audiences</td></tr>

<tr><td><b>Warnings:</b></td><td>No Archive Warnings Apply</td></tr>

<tr><td><b>Chapters:</b></td><td>1</td></tr>

<tr><td><b>Words:</b></td><td>3,245</td></tr>

<tr><td><b>Publisher:</b></td><td>archiveofourown.org</td></tr>

<tr><td><b>Story URL:</b></td><td>https://archiveofourown.org/works/27677651</td></tr>

<tr><td><b>Author URL:</b></td><td>https://archiveofourown.org/users/Emily_F6/pseuds/Emily_F6</td></tr>

<tr><td><b>Summary:</b></td><td><div class="userstuff">
              <p>Written for Comfortember 2020.  From a prompt: Penny learns that Bucky Barnes killed her parents.</p>
            </div></td></tr>

<tr><td><b>Relationships:</b></td><td>James "Bucky" Barnes &amp; Peter Parker, Peter Parker &amp; Tony Stark</td></tr>

<tr><td><b>Series:</b></td><td>Comfortember 2020 [5]</td></tr>

<tr><td><b>Series URL:</b></td><td>https://archiveofourown.org/series/2008315</td></tr>

<tr><td><b>Comments:</b></td><td>22</td></tr>

<tr><td><b>Kudos:</b></td><td>309</td></tr>

</table>

<a name="section0001"><h2>Memory Lane</h2></a>
<div class="story"><div class="userstuff module">
    
    <p> </p><p>May and Ben had always told Penny that her parents had died in a plane crash. That had been the explanation given before the funeral, and then after, said so many times after nightmares and long nights spent crying and asking for her parents. May and Ben always said the same thing. Her parents had died in a plane crash. It sucked. It had felt impossible at first, and slowly, over the years, those words had turned into a story about her life that didn't even feel real. There were days, and then whole weeks where her parents barely crossed her mind. And at first, Penny felt guilty about that. They were her parents after all. Wasn't she supposed to miss them all the time?</p><p>It was something she'd eventually gone to Ben about, and he'd sat her down, gently explaining that her parents wouldn't have wanted her to feel sad all the time. That her being sad all the time would have made them sad. That they had loved her very much and would be happy if she was happy. And that had helped. Slowly but surely, Penny had learned to enjoy her life, even without her parents in it. And when people asked, she told them the truth. Her parents had died in a plane crash and she lived with her aunt and uncle. Then just her aunt. As she got older fewer people asked about her parents. Most teachers just said 'parent or guardian' when asking her to get things signed, and May was listed as her emergency contact.</p><p>When Mr. Stark approached her one day, showing up at her apartment and easily discovering her suit, he hadn't asked about her parents. And as she slowly started to get to know the man, starting with an internship and gradually meeting the Avengers one by one, she assumed that the man just knew. That he'd looked her up before contacting her. Officially, the story was that she'd won a contest and the reward was a grant and an internship. The truth, of course, was that Mr. Stark had made her a new suit and that she was sometimes allowed to join in on Avengers training. Which was pretty awesome.</p><p>But while some of the Avengers, namely Captain America, seemed curious about the youngest new trainee who swung around Queens and occasionally sparred with them, none of them ever asked her about her home life.</p><p>It took her about two months to meet all of the Avengers. First, she got the tour of the Compound, along with Mr. Stark's lab, where he told her she was doing good work and showed her her new suit. (She may or may not have nearly passed out.) Then, after about a week of using the new suit, Mr. Stark invited her back to the Compound so that he could give the suit a few tweaks, and he invited her to help out. Natasha Romanoff was at the Compound that day, along with Clint Barton, and both had been curious about Mr. Stark's new 'intern.'</p><p>A few weeks later, the Vulture had shown up, dropping her into the river where she was promptly saved by Mr. Stark's suit while Sam Wilson had flown onto the scene taking the guy down with the help of War Machine. And then she'd been taken back to the Tower, which she hadn't seen yet but which was apparently where most of the Avengers lived. And so she'd gotten a change of clothes, a quick once-over by Natasha Romanoff, and then a tour before being invited to spar. Mr. Stark had returned to find her going toe to toe with Steve and nearly winning, which was when he'd invited her to start coming by more often for training.</p><p>It felt surreal most days. She would wake up and wonder, just briefly, if it had all been a dream. If this really was her life. She patrolled after school in her brand new superhero suit, complete with AI, spent at least one Saturday a month with Mr. Stark in his lab, and trained with the Avengers on a regular basis. It was almost like being an Avenger! Not quite...Mr. Stark had jokingly referred to her as a junior Avenger...an Avenger in training. But that just meant that there was hope! That one day, she really could be a member of the team!</p><p>Penny got the call at three in the morning. She jerked awake at the sound of the phone ringing, blinking and looking around her dark room before finding the phone at her bedside. Closing her eyes and reaching blindly for it, she opened them just enough to see that it was Mr. Stark, then pressed it to her ear. "Hello?" she asked, trying to sound awake. Even she could tell that she failed miserably.</p><p>"Hey kid, sorry to wake you but we've got a situation and it's kind of all hands on deck."</p><p>In Mr. Stark's defense, he did sound sorry, and Penny forced herself upright, wiping her eyes and nodding even though he couldn't see her. "Okay...mission?" she asked, pressing her feet against the cold floor.</p><p>"Yeah. I'm on my way to pick you up. Think you could tell your aunt it's a lab emergency or something? I'll fill you in on the way to the tower."</p><p>"Mkay," she muttered, wiping at her eyes and heading for the wall to flip the switch.</p><p>"See you soon, kid."</p><p>Penny threw clothes into her backpack, shivering in the cold morning air of her bedroom as she pulled her suit on, then covered it with a long-sleeved shirt and sweatpants, shoving her feet into shoes, then putting her mask in her pocket. Throwing her backpack over her shoulder, Penny dialed May's cell.</p><p>"Penny? What's going on?"</p><p>"Hey, May. Mr. Stark just called...there's a big project he needs to get done in the lab as soon as he can...Avengers stuff, and he's calling in all his interns."</p><p>"At three am?"</p><p>"Yeah, it's really important. He said he's going to pay overtime and everything. Is it okay if I go?" There was a skeptical silence on the other end, so Penny went on. "He said he's paying all of us double and offering school credit." She had no idea if this made sense, considering she'd never discussed her pay with May, nor had she mentioned school credit before, but it seemed to convince her aunt.</p><p>"Okay...if you're okay with going over there. Is Happy going to pick you up?"</p><p>"Yeah. He's on his way now," Penny lied, making a mental note to fill Mr. Stark in on all of this. And Happy too. "Thanks, May!"</p><p>"Be careful, baby. And if you want to come home, just text me."</p><p>"Okay. See you soon," Penny murmured, dropping onto the couch and trying to open her eyes, her phone shoved back in her purse. A mission, she reminded herself. A real Avengers mission. This was awesome. So she needed to wake up! They were going to the tower for some reason. All of the Avengers? What was going on at the tower?</p><p>Penny headed downstairs after downing a glass of water and splashing some on her face, deciding to wait for Mr. Stark outside. There were no people on the street, and she leaned against her building, eyelids drooping as she waited. It only took the man about five minutes to pull up in front of her, and she hopped into the car, dropping her backpack between her feet and buckling her seatbelt. Without delay, he held out a cup that she drank from without asking after the contents, wincing a little at the heat from the coffee that nearly signed her tongue. He was drinking from his own cup, and he gave her a brief smile. "More cream?"</p><p>"'S fine."</p><p>"Okay. Everyone is getting ready to get on the jet. We're going to Russia."</p><p>"Russia," she repeated, nodding as if to tell him she was keeping up, even if she wasn't sure why exactly they'd do that."</p><p>"What do you know about Bucky Barnes?"</p><p>"Um...brainwashed. Winter soldier. Dangerous."</p><p>"Emphasis on the first part. We've got him at the tower...he's coming too. There was a mix up, but the gist is, he and Cap got a lead on a scientist making more Winter Soldiers up in a Hydra base in Russia. We're all headed there to contain them if possible. I want you to stay back and use those webs to contain as many enemy soldiers as possible."</p><p>Penny nodded. "Web up hydra."</p><p>"Good. We're relying on the element of surprise here, so we're taking the Quinjet. Stealth mode. You can sleep on the plane. It's about a ten hour flight."</p><p>That part, at least, was crystal clear, and she sighed in relief. "Sleep on the plane."</p><p>"You got it, kiddo." He chuckled a little, reaching out and ruffling her hair, and Penny smiled. Over the last few months, Mr. Stark had become something more than a mentor. Or...was starting to become something more. Not a father. Her father had died in a plane crash. No an uncle. Her uncle had died in a shooting that she should have stopped. But something. He was something. And she thought he might feel the same way. Hours spent in the lab together had led to a kind of ease between them. A familiarity. Almost a friendship. It was nice. She told him about school and patrols and he helped her with upgrading the suit and, on occasion, her homework. On nights when they ran late in the lab, he would order dinner for the both of them and send his apologies to May. One night, she even fell asleep in her desk chair and woke hours later to a dark lab only to find that Mr. Stark had also fallen asleep, his head resting on his desk, a screwdriver held loosely in his hand. She'd caught sight of the time and had hurried to grab her backpack, tiptoeing out and swinging home just in time to slip into bed before May got home from work.</p><p>The next morning he'd texted her to make sure she'd gotten home, and had informed her that the tower was full of guest rooms that she was always welcome to use.</p><p>Mr. Stark led her onto the plane, and she was vaguely aware of the others, most of them giving her and Mr. Stark strange looks. She heard Rhodey pull him aside once she'd taken a seat in an empty row, curling up against the window, her eyes already starting to drift shut. "Why are you dragging her into this?"</p><p>"We need all hands on deck to restrain these guys."</p><p>Penny fell asleep before she could hear more. The next thing she knew, she was stirring, uncurling from her position by the window to find that someone had wrapped her in a blanket. Mr. Stark was sitting in the chair beside her, his feet up, a tablet in front of him as he scrolled through information that her tired mind couldn't seem to process. But when she sat up, the blanket falling to her lap, he looked up with a smile. "Hey, kiddo. Feel better?" Penny nodded, smiling when he pulled out a granola bar. "There's real food in the kitchen."</p><p>"This plane has a kitchen?"</p><p>"It does."</p><p>So Penny ate an omelette while Mr. Stark gave her the rundown once more. They were headed for Russia. A scientist there had allegedly created more Winter Soldiers. Steve and Bucky Barnes were there waiting for backup. They were going to take down a Hydra base.</p><p>When they landed, all of them in their suits, and Penny with her heater going, Tony gestured for her to follow him. They hung back a little from the others as they all walked toward the concrete structure that was mostly buried in snow. Two men, one of whom Penny recognized, were waiting by the entrance. The other must have been the Winter Soldier. "Alright, kid, I don't think there are going to be a lot of Hydra men here, but I don't know for sure yet. So I need you to stay close, okay? Web up the bad guys, but keep your distance."</p><p>"Wait...do you want me to stay close or keep my distance?" she asked with a tiny smirk.</p><p>He rolled his eyes, the Iron Man mask dropping to cover his face. "Stick close to me, keep your distance from the bad guys."</p><p>Penny grinned, waving a little when Mr. Stark introduced her to Bucky Barnes. The man had long hair and a mask over part of his face, but he nodded at her, and her eyes lingered for just a moment on his metal arm before she looked away, not wanting to be rude. Captain America led them into the concrete building, shield out, and Penny tried to come to terms that this was her first real Avengers mission. Tried to remember every detail so that she could tell Ned all about it later.</p><p>It was Steve's idea to split up, with Bucky Barnes and Mr. Stark with him as they headed down into the lower levels and Natasha leading the others up a flight of stairs. Before Penny could start to follow or ask where she was supposed to go, Mr. Stark caught her eye. "With me, Spiderling," he ordered, and she hurried along, keeping her ears open.</p><p>"Friday's only showing one life form down here," Mr. Stark murmured, leaning in toward Captain America. The words sent a chill down Penny's back. Only one life form. But what about the soldiers that were supposed to be down here? Was there only one? This was a Hydra base, right? Weren't there any Hydra soldiers? Penny didn't ask any of this out loud, though. Instead, she followed Mr. Stark and Captain America, trailing behind Bucky Barnes who had yet to speak to her. Did he know who she was? Had Steve told him about her?</p><p>The room they found themselves in was huge, and had it not been for her heater, Penny would have been sent scurrying back upstairs in search of warmth. There was a huge opening in the wall and she realized they were in what must have been a hanger or a parking garage or something similar. In the middle of the room, there was a TV. And then there was a voice, echoing around them.</p><p>"Thank you so much for coming. I was hoping you could all make it. Especially you, Miss Parker."</p><p>The words pinned Penny in place, her jaw clamping shut as she froze. In front of her, Mr. Stark stiffened in his suit, and Bucky Barnes glanced back at her, eyes narrowing in confusion.</p><p>"What the hell is that supposed to mean?" Mr. Stark snapped, his robotic voice echoing throughout the empty room. A light flicked on then, on the far end of the hanger, revealing a TV.</p><p>"I've done a lot of research on young Miss parker."</p><p>"Who are you? Show yourself!" Captain America demanded, but the voice went on.</p><p>"Who I am isn't important. Now, who Miss Parker is, that is something I'd like to learn more about. Bitten by a radioactive spider. She seems to be one of the strongest people I've ever come across, stronger even than you, Captain. But let's look beyond that, shall we?"</p><p>"Look, I don't know what you think…"</p><p>"Let's look at her lineage. Shall we?" The screen came to life, showing grainy black and white footage, and a black car pulled into view into a parking lot. In the distance, Penny could see what looked like a plane. The footage zoomed in, getting even grainer as a motorcycle appeared on screen. Penny took a step closer, freezing when she watched two figures get out of the car.</p><p>She knew them. Even despite the grain black and white footage, she knew them.</p><p>"Richard and Mary Parker," the voice announced, and Penny slipped past Mr. Stark moving toward the TV to get a better look. The others were all silent as she watched her parents step toward the plane before her father crumpled, black and white blood exploding from his head. Her mother's silent scream as the figure from the motorcycle approached, grabbing her by the throat. The blade in his hand went into her stomach before she could reach for the gun on her hip, and she recognized the star on the metal arm holding her by the neck, giving her a sharp shake before dropping her onto the floor.</p><p>Penny turned, feeling strangely cold as her eyes met Bucky Barnes's dark ones. They were wide, almost afraid and confused, and she knew, with a painful certainty, that he didn't remember. But she had to know. She yanked off her mask, not caring that it was freezing and not caring that Bucky would see her face. Dropping the mask to the floor and heading straight for Bucky, she ignored the others. Ignored Mr. Stark's soft voice calling her name and ignored Steve who barked at her to stop. To stand down. She was nearly to Bucky when the shield came flying her way, Mr. Stark crying out a protest as soon as it left Steve's hand.</p><p>She spun on a dime, catching it in an outstretched hand and squeezing until tiny dents appeared under her fingers. She thought she saw Steve grow a shade paler when she dropped the disk with a clang before turning back to Bucky. He swallowed hard, eyes darting to the shield before meeting hers.</p><p>"I was brainwashed," he told her softly. "I didn't know. I swear. I had no idea...I don't remember any of what they made me do."</p><p>"You didn't know?" she asked, voice soft. He shook his head.</p><p>"I didn't." Bucky swallowed hard. "I'm sorry. I can't remember any of it but...but I wouldn't have. If they hadn't made me...if they hadn't…" There was something fathomless and sad in his eyes and Penny felt her heart clench painfully.</p><p>It hadn't been a plane crash. Bucky Barnes had killed them. Only he hadn't. Because how was she supposed to hold Bucky Barnes responsible for killing her parents when he hadn't even known what he was doing? They taken his free will. They'd taken his mind. Bucky Barnes's body had killed her parents. But who was she supposed to hold responsible for that? Tears filled her eyes and she dropped her head, not wanting to remember seeing her father drop to the ground. Not wanting to remember his metal hand strangling her mother. The way her mom's hand had shot to her holster right before a knife had been plunged into her stomach. Biting down hard on her lip, her shoulders shook, and then hands were clutching her arms.</p><p>"I'm sorry. I'm sorry," he whispered, saying it over and over, his own voice thick with suppressed tears. "I"m sorry. I'm so sorry."</p><p>Penny nodded, leaning toward him for just a moment, her forehead resting against his chest. It hadn't been him. Not really. It had been Hydra and the people that had done this to him. The people that had taken something from both of them.</p><p>And for that, she resolved, they were going to take Hydra down. Every single one of them.</p><p>
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